Mark S. Shapiro
Director at EQR
Board
About Mark S. Shapiro
Mark S. Shapiro (age 55) is an independent trustee of Equity Residential and has served on the Board since 2010. He is President and Managing Partner of WME Group (since March 2025) and previously served as President (since December 2018) and Chief Operating Officer (since April 2023) of Endeavor; he is also President, COO and a director of TKO Group Holdings, Inc. (NYSE: TKO) since September 2023. Prior roles include CEO of Six Flags (2005–2010), CEO roles at Dick Clark Productions (2010–2014), and 12 years at ESPN culminating as EVP of Programming and Production; he also chairs Captivate Network and sits on The Shaquille O'Neal Foundation board. Equity Residential’s Board affirmed his independence under NYSE standards for the 2025 election slate .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WME Group | President & Managing Partner | Mar 2025–present | Oversees global talent/media agency operations and strategy |
| Endeavor | President; COO | President: Dec 2018–present; COO: Apr 2023–present | Led enterprise operations and integration across sports/media assets |
| IMG (Endeavor subsidiary) | Executive roles | 2014– | Expanded media/sports properties; brand partnerships |
| Six Flags, Inc. | Chief Executive Officer & Director | Dec 2005–May 2010 | Led turnaround of largest regional theme park company |
| Dick Clark Productions | Chief Executive Officer | May 2010–Sep 2014 | Oversaw TV production portfolio; brand expansion |
| ESPN, Inc. | EVP Programming & Production | 12 years (dates not individually specified) | Built network brand; Emmy/Peabody awards; content strategy |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| TKO Group Holdings, Inc. (NYSE: TKO) | President, COO & Director | Current | Premium sports/entertainment; majority-owned by Endeavor |
| Captivate Network | Chairman | Current | Private company; digital media networks |
| The Shaquille O’Neal Foundation | Director | Current | Non-profit governance |
| Tribune Company | Director | Prior | Media company board experience |
| Frontier Communications (NASDAQ: FTR) | Director | Prior (until May 2019) | Telecom governance |
| Papa John’s (NASDAQ: PZZA) | Director | Prior (until Apr 2019) | Consumer/restaurant oversight |
| Live Nation (NYSE: LYV) | Director | Prior (until Jun 2021) | Entertainment/live events governance |
| Bright Lights Acquisition Corp. (NASDAQ: BLTS) | Director | Prior (until Dec 2022) | SPAC board |
Board Governance
- Committees: Compensation Committee (member); Corporate Governance Committee (member). Compensation Committee met 6 times in 2024; Corporate Governance Committee met 4 times .
- Independence: Affirmed independent under NYSE standards for 2025 nominees; no relationships/transactions requiring disclosure for independence determination .
- Attendance: Board held 6 meetings in 2024 with 98% average attendance; no trustee nominee attended fewer than 93% of Board/committee meetings on which they served; all trustees attended the 2024 Annual Meeting .
- Share Ownership Guidelines: Trustees must hold 5x cash retainer; all trustees/executives met or were within the permitted timeframe in 2024 .
- Hedging/Pledging: Company policy prohibits hedging and pledging; trustees and executives may not hold Company shares in margin accounts or pledge as collateral .
Fixed Compensation
| Component | EQR Policy (effective June 2024) | Shapiro Actual (2024) |
|---|---|---|
| Annual Cash Retainer | $90,000 | $115,151 (cash fees) |
| Committee Chair Fees | Audit $35,000; Compensation $30,000; Governance $25,000 | N/A (not a chair) |
| Committee Member Fees | Audit $17,500; Compensation $15,000; Governance $12,500; Executive $4,000 | Member of Compensation & Governance committees; included in cash fees |
| Total Cash + Equity (Annual) | Cash $90,000; Equity $210,000; Total $300,000 (baseline, excludes chair/member fees) | Total $325,146 (cash $115,151; equity $209,995) |
Performance Compensation
| Equity Vehicle | Grant Date | Amount/Units | Vesting | Notes |
|---|---|---|---|---|
| Annual trustee Share Awards/Options | Jun 20, 2024 | Trustee annual long-term grant $210,000; Shapiro elected Share Awards of $209,995 | Vests in full on first anniversary | Options granted at grant-date closing price if elected; Shapiro did not elect options |
| Unvested Share Awards (EQR trustee) | Dec 31, 2024 | 3,346 units | As per trustee vest schedule | — |
| Unvested/vested Options (EQR trustee) | Dec 31, 2024 | None | — | — |
Trustee equity is time-based; no performance conditions apply to director grants .
Other Directorships & Interlocks
| Counterparty | Overlap/Interlock | Potential Relevance |
|---|---|---|
| TKO Group Holdings, Inc. | Director/executive (Shapiro) | No disclosed related-party transactions with EQR; independence affirmed |
| Captivate Network | Chairman (Shapiro) | No disclosed related-party exposure |
| Simon Property Group (SPG) | Another EQR trustee (Nina P. Jones) serves on SPG board | Not a direct EQR conflict; industry network insight |
Expertise & Qualifications
- Media, technology, brand and consumer strategy; organizational transformation expertise from senior roles at Endeavor/ESPN/Six Flags .
- Governance acumen as CEO/president and public company director across complex organizations .
Equity Ownership
| Holder | Common Share Equivalents | Options Exercisable in 60 Days | % of Common Shares | % of Common Share Equivalents | Pledged Shares |
|---|---|---|---|---|---|
| Mark S. Shapiro | 38,491 | — | <1% | <1% | 0 (pledging prohibited) |
Insider Trades
| Date (Filed) | Form | Summary | Source |
|---|---|---|---|
| Mar 4, 2025 | Form 4 | Director equity transaction reported for EQR (details per filing) |
Governance Assessment
- Strengths: Independent trustee with deep operating experience; active participation on Compensation and Corporate Governance Committees; Board-wide strong attendance and engagement; robust governance policies (majority voting, proxy access, executive sessions, prohibition on hedging/pledging); meaningful trustee ownership guidelines and compliance .
- Compensation alignment: Director pay mix skewed to equity ($209,995 of equity vs $115,151 cash in 2024), creating shareholder alignment through ownership; no meeting fees; transparent committee fee structure .
- Conflicts/related parties: Board’s independence review found no transactions or relationships affecting independence; Audit Committee explicitly reviews related-party transactions; no pledging; no hedging—low conflict risk .
- Monitoring points: Significant external executive commitments (WME/Endeavor/TKO) increase time demands, though no related-party conflicts disclosed; continued tracking of attendance and equity ownership guideline compliance is prudent .
Appendix References
- Board & Committees, attendance and independence:
- Trustee compensation policy and 2024 actual:
- Shapiro biography:
- Ownership table: ; trustee unvested awards/options:
- Hedging/pledging policy:
- Audit Committee related-party oversight: